


Teenage Dream

by sunsetmog



Series: Panties and Lip Gloss [3]
Category: Panic At The Disco
Genre: Crossdressing, First Time, Lipstick & Lip Gloss, M/M, Panties, characters are seventeen
Language: English
Status: Completed
Published: 2012-07-02
Updated: 2012-07-02
Packaged: 2017-11-09 01:37:11
Rating: Explicit
Warnings: Underage
Chapters: 1
Words: 8,148
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/449812
Author URL: https://archiveofourown.org/users/sunsetmog/pseuds/sunsetmog
Summary: <blockquote class="userstuff">
              <p>Brendon's parents are going away for the weekend, and they've said he can have a friend to stay over. </p><p>Brendon suspects they don't intend him to have sex with Spencer in the guest bedroom while they're gone.</p>
            </blockquote>





	Teenage Dream

**Author's Note:**

> Thank you to hermette for the beta and the cheerleading. :)
> 
> This has been languishing unfinished on my hard drive for the last five months, but I've finally got around to finishing it. \o/
> 
> The working title for this was: Return of the Panties, or, The Panties Strike Back.

It's another two weeks before Brendon works up the nerve to call Spencer. 

"What's up?" Spencer asks, since it's only been an hour since the end of practice, and there had been plenty of time for them to talk then, while they were all waiting for rides home.

"My mom and dad and my sister are going out of town this weekend," Brendon says, all in a rush. "I asked my mom if I could have someone sleep over, and she said yes, so long as I promised not to have any parties. And not to drink any alcohol."

There's a long silence at the end of the phone.

"Spence?" Brendon asks, kind of desperately. "Are you there?"

"Are you asking me to sleep over?" Spencer asks finally.

"Yes," Brendon says. "If you want to."

"And, um," Spencer says. "It would just be me? You haven't asked anyone else?"

Brendon's heart sinks. He was hoping so hard. "No. Do you want me to?"

Spencer doesn't answer. 

"Spence?" Brendon says. His heart is thumping. "It's okay to say no." He doesn't say that he's never had a sleepover before, and that his mom had been really excited that Brendon had asked to have a friend over.

"I'm saying yes," Spencer says, after a moment. "I'm just—" There's a pause. "I'm kind of freaked out and nervous, okay?"

"Oh," Brendon says, and he lets out a breath. "Me too. But we don't—we don't need to do anything. We can just watch movies and hang out."

"I want to do _stuff_ ," Spencer says, dropping his voice so it's barely above a whisper. "I want to. I'm just nervous. I don't know what I'm doing."

"Me neither," Brendon confides. His skin feels hot, and he has to stand up and pace around his bedroom because otherwise it feels like he's kind of going to explode. "It's good that you're going to come, though."

"Yeah," Spencer says. "When do you want me to come over?"

"I'm working until three." 

"I'll come pick you up from the Smoothie Hut," Spencer suggests. "That's okay, right?"

"Yeah," Brendon says, and he chews his lip to keep from laughing out loud in pent-up excitement. " _Yeah_."

~*~

On Saturday, Brendon drops three smoothies on the floor, gets four people's orders wrong, and manages to stop two children from crying by making faces and singing at them. He counts it as a win, especially when everyone else in the store gives sighs of relief when he makes the two year old stop screaming. 

It's only when he sees Spencer waiting by the door that he lets himself believe that this evening—tonight—is really happening.

Spencer waves awkwardly, and Brendon waves back, unable to stop himself flushing. He mimes _five minutes_ , and Spencer nods. 

Five minutes pass so stupidly slowly that it's ridiculous. Then Brendon's stuffing his apron into his backpack, picking up his hoodie, and then he's standing in front of Spencer, bouncing kind of awkwardly from foot to foot. 

"Hi," he says, grinning stupidly. 

"Hi," Spencer says, grinning equally stupidly. 

Neither of them move.

After a minute of stilted awkwardness, they walk to Spencer's car without touching, and without saying anything of note. Brendon tells Spencer all about his day, talking all the time, ridiculous and loud and _oh god he's going to kiss me when we get home_ going around and around his head. Spencer doesn't look at him, but when they get into the car, Spencer passes him the tube of _cute or what?_ lip gloss from last week. 

"You left this at my place," he says. 

Brendon nods, and flips down the mirror. "Can I put it on now?" he asks, and Spencer doesn't look at him, staring out the window across the parking lot. 

"Please," Spencer says, and Brendon nods and purses his lips.

Brendon carefully applies the lip gloss and licks his lips. He tastes sweet, and sticky, and this is really happening. 

"Kiss me," he says softly, trying to keep the pleading from his voice. "Spence."

Spencer leans over and cups Brendon's cheek in his palm. "Hi," he says again, and then presses his mouth to Brendon's.

"Hi," Brendon says again. "You're sleeping over at my place."

Spencer bites his lip. "Yeah," he says. "I am.

"Where have your mom and dad gone?" Spencer shifts so that he's back in his seat. He fumbles with the keys. There's the trace of lip gloss on his lips from Brendon's kiss; Brendon seriously has no idea what the two of them are doing, but with each passing kiss he lets himself hope just that little bit more that something bigger is going to come of this. He thinks they've dropped the pretense of doing this to be better at girls' underwear when it came to trying it out on a real girl, but he's not sure what it is they're calling this now. 

He squirms in his seat and tries not to think about that tiny hope he has in the back of his mind that he might lose his virginity tonight. For real.

"They've gone to meet Steve's parents," Brendon says, shrugging to hide the way his hands are trembling. Steve is his sister's boyfriend, and meeting the parents means only one thing: that a wedding is hoped for at some point in the future. 

"You didn't want to go?" Spencer asks, concentrating on getting out of the parking lot. 

"No," Brendon says. "I wouldn't have wanted to go even if it didn't mean getting you to sleep over."

His cheeks flush, and Spencer glances over at him. His cheeks are pink too. Brendon licks his lips. They're sticky and taste like berries. 

"I really wanted you to stay over," Brendon goes on, sounding much braver than he feels. His hands are still shaking. "For practice."

"For practice," Spencer echoes, eyes on the road. 

"I'm wearing panties," Brendon says, staring out of the passenger window. He can't bring himself to look at Spencer just at this moment. "I've been wearing them all day."

"Holy shit," Spencer manages. His voice is a little high-pitched. "All day? At work?"

"Yeah," Brendon says. He looks down at his hands. He'd felt—special all day long. Pretty. 

"I couldn't have done that without having to go jerk off," Spencer says. 

Brendon startles. "Yeah, well," he says. He flushes, and looks out the window again. He's got a visual of Spencer in panties now, and it won't go away. 

"Holy shit," Spencer says again. "Did you jerk off at work?"

Brendon swallows, his cheeks flushing. He nods awkwardly. "Yeah. In the bathroom. On my breaks."

"Holy _shit_ ," Spencer says. His eyes are so fucking wide. Brendon can't look away. They jerk to a halt by a stop sign. He looks down at Brendon's crotch, and back to his face again. "Which panties?"

"New ones," Brendon admits. "They were cheap. I got them after I got paid." He'd gotten another pair too, but they hadn't fit and he'd stuffed them right in the back of his closet.

"How many times?" The car behind them honks its horn, and Spencer belatedly jerks forward, out into traffic. 

"Only twice," Brendon says. 

"Show me the panties," Spencer begs. "Please."

"Here?"

Spencer nods. His knuckles are white on the steering wheel. They're only five minutes away from Brendon's place but Brendon can't wait. He has no idea what the fuck he's doing, but it feels like he's going crazy, and he can't stop. 

He pops the button on his fly, and then the next one. 

The panties are peach satin, and they'd been in the clearance bin because of a loose thread on the hip. They aren't as nice as the pair that Spencer bought him, the pink and white plaid that had made Brendon feel prettier than he'd ever felt in his whole entire life, but he really fucking _loved_ the way that these felt against his skin. He'd been hard before he'd even got them up that morning. Satin feels incredible. 

"Look," he says, tugging on the fabric a little so that Spencer can see when he briefly looks away from the road. "They're peach."

"Oh god," Spencer says and puts his foot on the accelerator. "You jerked off in them?"

"Twice," Brendon says. He feels reckless and desperate. What they're doing is so weird that he can't stop himself, can't pull himself back. He'd jerk off here if Spencer asked him to. Maybe. "Three times, if you count this morning before I left the house."

"You came in them?" Spencer asks. His voice sounds hoarse and breathless.

"I came in my hand," Brendon says. "I didn't want to, um. Spoil them. Wanted them to be nice."

"For me?" Spencer is as red as a tomato. They take the right turn into Brendon's street, and Brendon nods. 

"Wanted it to be nice for us. For you staying over."

Spencer chokes on his breath. "You could have come in them," he said, going an even brighter red. "That would have been okay."

Brendon can't figure out why he feels so reckless, but he is. He does. "I'll come in them when we get inside, if you want."

Spencer parks diagonally in Brendon's driveway, and flips the key in the ignition. The engine powers down to nothing, and there's silence in the car apart from their breathing. 

Spencer looks at him. "Fuck, Brendon," he says. 

"Too much?" Brendon says lightly. Sometimes he feels like what they do is suspended by a single, delicate thread.

"Not enough," Spencer admits, and that's it, that's the moment. Brendon knows that Spencer's just as heavily involved in this as he is, and it's got nothing to do with being able to undo a girl's bra efficiently if called on to do it in a girl-related emergency. It's got everything to do with the two of them, and maybe they're not talking about it, but Brendon knows it's true. 

"I shaved my dick," Brendon says in a rush. 

Spencer puts his face in his hands. "Holy fuck," he says, from behind his fingers. "Brendon, I'm too hard to get out of the car. I think I'm going to come."

Brendon bites his lip. "Come inside," he says. "We've got all night."

Spencer looks up. He's flushed and his eyes are wide and bright. "I just—there's so much I want to do to you," he says. "It's like my brain is overflowing. It's so stupid."

Brendon leans over and covers Spencer's hand with his. He's trembling. "You can do it all," he promises. "All of it." He can't breathe. He's offered himself on a plate. He wants Spencer to take what he's offering. 

"Yeah," Spencer says breathlessly. "Okay."

They barely get the front door closed behind them before Brendon's dumping his backpack on the floor and pushing down his jeans. 

"Holy fuck," Spencer says succinctly, staring at Brendon's panties. 

Brendon can't help it; he wants so much and he doesn't even care. He shoves his hand inside his panties and wraps his hand around his dick, letting out a sigh of relief. He kicks his pants away. He's still in his shirt and his hoodie, but he can't stop playing with his dick long enough to take them off. 

"Spence?"

"You're so pretty," Spencer tells him. He's cupping his dick through his jeans. "You're so fucking pretty."

"I feel pretty," Brendon says. He doesn't think he could get upstairs to his bedroom if he tried. He stumbles into the living room instead, Spencer following, and then he sinks down onto the couch. "Take your pants off, Spence. And your jacket."

Spencer obeys, dropping his jacket on the floor where he's standing, and undoing his jeans. 

"More," Brendon says, stretching out on the couch. 

"I'm hard," Spencer says. 

"I know. I want to see." Brendon swallows and holds his hand out, touching Spencer's thigh with his fingertips. "Please, Spence." He has the distinct impression this wasn't what his mom and dad had in mind when they'd agreed to him having a friend to stay. He'd feel kind of bad about it, but he's shaved his dick and he's so soft and smooth, and he's hard in his peach panties, and he's made Spencer hard too. He tugs off his shirt.

Spencer kicks off his pants and then he's just in his faded black briefs; there's a damp spot on the front. 

"Take them off," Brendon begs, and then Spencer does, and he's naked in front of him, and Brendon does what he should have done the moment he'd got in the house; he dumps his shirt on the floor and grabs Spencer's hand, pulling him down onto the couch and pressing his mouth to Spencer's. 

Spencer's skin is warm and soft, and Brendon's not sure he's had such easy access before. He trembles as he touches Spencer all the way down his back, and then he tries to remember how to breathe when he reaches Spencer's ass.

He's going to lose his virginity; he's going to have sex. Oh fuck, he hopes he is. 

Spencer keeps stroking his hands up and down Brendon's sides, and nipping at Brendon's lips with his teeth. No one's ever done that to Brendon before; he wasn't even sure that he knew that was a _thing_. It is, though, and it sends tiny frissons of pleasure all the way down his sides and straight to his dick. 

"Where's the lip gloss?" Spencer asks, rolling over so that he's pressed against the back of the couch, and Brendon's legs are tangled with his. 

"Pocket of my hoodie," Brendon replies promptly, leaning over the side of the couch to grab it. 

"Can you put it on me?" Spencer asks, and for a moment, his shoulders seem set and unforgiving. 

Brendon nods a little shakily. This tube has a little brush, so he pulls it out and licks his lips. "Open your mouth," he says. "Like this." He makes a face like the ones his sisters always used to make when they put on lipstick in the mirror, mouth open. 

Spencer mimics him awkwardly, and Brendon leans in and starts to apply the gloss with the tiny pink brush. He's close enough to see Spencer's freckles, and the dark sweep of his lashes against his cheek. His eyes are closed as Brendon paints his lips. 

"It's cherry flavor," he says, just to fill the silence. Spencer nods, but doesn't close his mouth, and Brendon concentrates on applying a second layer, slick and even and so pretty. "What does that feel like?"

Spencer opens his eyes slowly, and Brendon's amazed by how bright his eyes are. "It feels—" He licks his lips. "Is this what it felt like for you?"

"Yes," Brendon says, even though he has no idea how Spencer's feeling. 

"I'm naked," Spencer says. 

"Yes," Brendon says again. Spencer's skin is pale and soft and Brendon wants to kiss him everywhere. He finds himself staring at Spencer's dick, at how hard it is, and red at the tip, pearl-slick across the slit. "Can I—" His hand hovers. "Can I touch?"

Spencer looks down. "Yes," he nods. "But I'm going to come pretty soon. The lip gloss; you."

"Yeah," Brendon says. He looks at the coffee table, and the tidy room where his mom and dad sit in the evenings and watch TV. He looks back at Spencer. "Do you want to come on my face?"

Spencer swallows. He nods without meeting Brendon's eyes. His hand pulls at a thread on the couch cushion; Brendon doesn't want to tell him to stop, but he doesn't want his mom to come back to a ruined couch, either. At least come washes out. Or it comes out of sheets, anyway. Brendon has high hopes for the couch cushion covers. 

"I saw this porn, okay," Spencer says, and Brendon tries not to get too excited at the idea of Spencer watching porn. "And the guy kind of—he rubbed his dick on the girl's face, but didn't let her open her mouth. Can I do that to you?"

Brendon nods. "Yeah," he says. His dick jumps a little in his satin panties, and he grips the tube of lip gloss tighter. "I'm going—" He waves the lip gloss in the air for a moment before unscrewing the lid again. He applies it with a shaking hand, and then shuffles so he's lying with his head against the arm of the couch. "Can you kneel over me like this?"

"Yeah," Spencer says, shifting. It was a tight fit, but the couch is large and Brendon isn't that wide. Spencer's dick is in his fist, and he lines himself up carefully. 

Brendon keeps thinking that he's breathing too loud, that he's going to come in his panties before Spencer even has a chance to rub his dick across Brendon's mouth. Then Spencer rocks his hips a little and his dick bumps into Brendon's mouth, and Brendon wants to come already. He swallows instead, and cups his hands around Spencer's thighs, keeping him close. 

"So hot," Spencer tells him. He rubs his dick over Brendon's mouth, and the smell of it is in Brendon's nostrils and he wants to take Spencer in his mouth and figure out blow jobs, but Spencer wants him to keep his mouth shut for this part, so he does. "Is this—is this okay?" 

Brendon nods, tilting his chin up for a better angle. 

"What was it like jerking off at work?" Spencer asks. "Fuck, that's hot." He doesn't wait for an answer, half-jerking himself off and half-rubbing his dick over Brendon's mouth and cheek and chin. "Oh fuck, I'm so close already. This is your fault." He stops stroking Brendon's face with his dick, and jerks himself off properly. Brendon can feel the smear of Spencer's pre-come over his mouth and cheek. He opens his mouth and lets out a ragged breath. 

"I imagined you were there," he tells him, stroking the back of Spencer's thighs. "When I was jerking off at work. I imagined you were there. Watching."

"Fuck," Spencer says. "I jerked off today thinking about tonight."

Brendon makes a desperate sound in the back of his throat. _Fuck_. He really, really wants to jerk off, but the angle's all wrong. If he rocks his hips though, his dick drags against the satin, and that's almost better than jerking off. "Tell me," he manages. 

"Thought about you in your panties and bra," he says kind of breathlessly. His hand is moving really hard on his dick. "Couldn't wait until Mom went out, just had to shut my bedroom door and jerk off into my hand. So hot. Better than porn." He chokes on a breath. "Imagined getting to come all over you."

Brendon whines. "You can," he promises. "You can. Please."

"Gonna come," Spencer says. "Gonna come on you, Brendon. Come on your face—"

Brendon can't wait. "Please," he begs, and then Spencer starts to come, and it hits Brendon's cheek and his mouth and his jaw, and it's the hottest fucking thing in the whole world. 

Afterwards, when Spencer's sitting back on his heels, Brendon shoves his hand inside his panties and starts to jerk himself off. Spencer keeps touching Brendon's thighs, and Brendon's not sure this counts as sex or not, but Spencer's dick had touched his face, so he thinks it does. He hopes it does. 

"Come on my dick," Spencer begs after a couple of minutes, plucking at the satin of Brendon's panties, urging Brendon up so that he's sitting. His thumb rubs at Brendon's hip. "I want you to. Please."

Brendon pushes down his panties, just enough that he can get a proper grip on his dick. He's so close. "Want to—" he stumbles breathlessly over his words. "You want me to?"

"Yeah," Spencer says. He's red-faced, flushed and hot, but he's looking straight at Brendon, gaze fixed. He leans over and touches his fingers to Brendon's face, where he came, and Brendon can't breathe. "I want you to."

Brendon jerks his dick faster, and then he chokes back a breath, and starts to come. 

"Oh my god," Spencer says breathlessly, as Brendon's come hits Spencer's dick and his stomach and his thighs. Brendon feels hot and sticky and drained; when Spencer tugs Brendon into a kiss, Brendon goes easily, too blown away to think about what it is they're doing, and what it means. He's just—this is everything to him. It feels like things are slowly slotting into place in his head, and he knows that wearing panties is going to be a thing he does for the rest of his life, and he knows that boys are who he wants to be having sex with, and not girls. He knows that it's this boy, more than any other one, that he wants. 

When they pull away for breath, Brendon pulls Spencer down on top of him, so they're sprawled across the couch, and Brendon can tip his head back and catch his breath. "Wow," he says finally. "Wow."

"Right," Spencer says. "Is it weird that I want to go again?"

"No," Brendon says, although he thinks it's going to be a few minutes before he's ready. He fumbles a hand between them, tugging his panties back up and over his dick. He likes to be wearing them. "I want to go too. In a minute."

"It's just—you're so pretty," Spencer says. "You're like the prettiest boy I've ever seen."

Brendon bites his lip and looks away. He can feel his cheeks flushing. He wants to be pretty, and pretty for Spencer, more than anything else in the world. "I like feeling pretty," he admits. He doesn't know if he can look Spencer in the eye, because he knows he's revealing a lot more about himself than maybe Spencer realizes. Brendon really, really wants to be a pretty boy.

Spencer strokes his cheek with the back of his hand. "I know," he says, and Brendon wonders how much he knows, and what it means. His heart beats a little faster. "You're so pretty, Brendon," he says, and then he leans in and presses a kiss to the corner of Brendon's mouth. "I can't stop thinking about how pretty you are."

Brendon swallows. He shifts so that his arms are above his head, and Spencer strokes his fingertips up Brendon's sides, ghosting over the underside of his arms so that Brendon shivers. "I think about you a lot too," he says. He flushes. "All the time."

Spencer touches his mouth to Brendon's chest. "I want to have sex with you," he says, which is not what Brendon's expecting him to say. "I want you to be my first time."

Brendon can't breathe. He nods instead, because his throat feels so fucking tight. He's going to have sex. He's going to have actual _sex_ , and it's going to be with Spencer, and that's like every birthday and Christmas all coming at once. He's not going to be a virgin anymore, and he's going to lose his virginity to _Spencer_. "You'll be my first time too."

"I know," Spencer tells him. He rubs his thumbs over Brendon's nipples. "I keep thinking about you jerking off at work. You think next time you could take your phone in and call me?"

"So you could listen?" Brendon really, really can't breathe. 

"Yeah," Spencer says. He swallows, and looks away. "You could do that anyway," he says. "When you're not at work. If you want."

"Call you when I jerk off?" Brendon says. He's been jerking off whenever he can get away with shoving his hands down his pants recently. It'll be a large phone bill. 

"Yeah. I mean. If you want to."

"Okay," Brendon says. He screws all his courage up into a ball. "Do you want to come upstairs to bed with me?"

Spencer bites his lip. "We're going to have sex," he says. 

"Yes," Brendon says. "If you want to. We don't have to."

"I want to," Spencer tells him. "I asked you, remember?"

"What are we waiting for, then?" Brendon asks. His heart is beating fit to burst, and he's hard again. He wonders what it feels like to have Spencer's dick in his ass. He wonders if he's going to be the one getting fucked. 

Spencer ducks his head. "I have no idea," he says, and then he sits back, and tries to stand up. He keeps looking at Brendon's dick through his panties, and all Brendon can do is look at Spencer's erection. He's going to have sex with a _boy_. With _Spencer_. Brendon screws all his courage up again, and pushes Spencer up on to his feet. 

"Come on," he says. He swallows. "The bed in the guest room is bigger. Or we could just try and fit into mine. My mom changed the sheets in the guest room for you to sleep in." He doesn't want to say that his mom had been really excited about him having someone to stay. She'd bought tons of snacks and pizzas for him and Spencer to share. 

Spencer bites his lip. "If the guest room's bigger—"

"Okay," Brendon cuts him off. "Come on." He holds his hand out, and then pulls it back again. He doesn't know where he and Spencer stand on the whole hand-holding thing, and he doesn't want to find out now. Not when he's about to have sex. "I bought condoms," he says, once they're half way up the stairs. Spencer is behind him, and Brendon is very aware that Spencer must be looking at his ass, at his panties. 

"Oh," Spencer says. "Me too." 

Brendon chews on his lip and holds his hand out behind him, and doesn't look to see whether Spencer will take it. Spencer grabs it, and Brendon lets out a shaky breath. He leads them down the hallway and pushes open the door to the guest room. It's painted a bright sunshine yellow, and there is his mom's handmade quilt over the end of the bed. Brendon just can't think about what his mom would think if she knew what he was doing. 

He carefully folds his mom's quilt in two and puts it over the wicker chair by the dresser. He's not sure what he would do if someone came on his mom's quilt. Then he pulls back the comforter and smoothes out the sheet. 

"How do you want me?" he asks, without meeting Spencer's eyes. 

"Can I—" Spencer says. "Can I fuck you? First?"

Brendon nods haltingly. This is his first time and he's kind of nervous. He stops. "I want to go and put my camisole on," he says. "Is that okay?"

Spencer nods. "Please," he says. "And bring the lip gloss."

Brendon lets out a breath, and goes down the hall to his bedroom. He opens his closet, and pulls out the shoe box at the back, and then the one underneath. Wrapped in a bag are his panties, and the camisole and the bras. He's taken to sleeping in the camisole, underneath his sleep shirt. He wears the panties under his pajama pants. He's jerked off so much lately he's kind of sure he's running out of come. If that's a thing. 

The condoms are in there too, so he fumbles with the carton and pulls out one, then he gives in and takes the whole box. There are two tubes of lip gloss in there too, and he brings them both. 

Brendon stops to pull the camisole on and to apply a layer of lip gloss. He can't control the beating of his heart. He has to tell himself to calm down as he goes back to the guest bedroom, bare feet padding on the carpet. 

"Hi," he says, from the doorway. He has the condoms and the lip gloss in his hand. Spencer is sitting on the edge of the bed, chewing on his lip. His dick is so hard. 

"Holy shit," Spencer says, looking at him. 

Brendon colors. "Hi," he says again. 

"Come over here," Spencer says. "Let me kiss you."

Brendon nods, and then he's moving to stand in the open v of Spencer's legs, and Spencer's hands are on his hips, his fingertips sneaking under the hem of Brendon's camisole. 

"I have lip gloss," Brendon says, and he holds it up, dropping the condoms down on the bed next to Spencer. "Let me put it on you."

Spencer nods and opens his mouth. 

Brendon applies the gloss with a shaking hand; he can feel Spencer's hot breath against his palm, and the only sound in the room is the shift of the sheets and their fumbled breaths. Spencer licks his lips, his hands in the small of Brendon's back, and then Brendon recaps the lip gloss and drops it on the bed. He cups Spencer's cheek in his palm, and then leans in so that he can press his mouth to Spencer's. 

_I'm going to have sex_ , Brendon thinks. _Actual sex_. 

Spencer draws him in closer and kisses him slowly, licking Brendon's lips, pulling him near and sliding his tongue over Brendon's. It's kind of loud, and a little messy, and Brendon shifts so that he can kneel up over Spencer, his dick bumping into Spencer's chest through his panties. 

Everything is a little sticky, and hot, and Spencer bunches up Brendon's camisole to draw Brendon in closer. They shift, Spencer laying back on the sheets and Brendon following him. Then Spencer's hands are everywhere, under Brendon's camisole, fingers tucked in the waistband of Brendon's pretty panties—Brendon feels so fucking pretty, and so wanted, and it's like everything is exploding inside of his head until he can't think straight. Spencer is _naked_ , and laid out beneath him, and he's so fucking hard. Brendon can feel the tip of Spencer's dick sliding over his stomach in the gap between his panties and the hem of his camisole. He reaches down between them and wraps his hand around Spencer's hot, hard dick. It feels like he's allowed to touch Spencer now, and that feels kind of _amazing_. Brendon can't quite believe it.

Spencer whines, his chin tilting up, and then his hands are in Brendon's hair and he's drawing him down and kissing him again. It's just right. Brendon feels kind of amazing. He manages to stroke his thumb over the tip of Spencer's dick, catching the wetness there and sliding it down over Spencer's dick. 

"Like that, yeah," Spencer tells him, in between kisses. He rolls Brendon onto his back, and sits back on his heels, pushing Brendon's camisole up so that he can press his mouth to the middle of Brendon's chest, one lip gloss-slick kiss after another until he takes Brendon's nipple in his mouth, first one, then the other. Brendon fails to swallow down his whine of appreciation, and when Spencer cups Brendon's dick through his panties, he groans out loud. 

"Please, Spence," he begs, unable to help himself. That feels so good, and he wants to come, he really fucking wants to come. 

Spencer sneaks his fingers into the waistband of Brendon's panties. He ducks his mouth lower, until he's pressing kisses to Brendon's hip, and Brendon can't help but rock his hips up, wanting more. 

"You're so hard," Spencer tells him, still stroking his palm over Brendon's dick. "Look how hard you are, oh my god."

"Yeah," Brendon manages. "You're hard too." He doesn't even know what he's saying. He doesn't care. He just wants orgasms, and Spencer, and everything else that goes along with it. 

"You look so pretty," Spencer says, shifting so that his hand is sliding over Brendon's ass, rolling him over a little so that he can stroke his fingertip over Brendon's hole, still over his panties. 

"Pull them down," Brendon insists. He wants to be touched; he wants Spencer even closer, even nearer. Skin on skin. 

Spencer swallows and pulls at the elasticized waist of the panties, shrugging them down just enough that he can touch his fingertip to the cleft of Brendon's ass. 

"More," Brendon begs. "Please, _please_." 

Spencer stills him with a hand, and spits on his fingertips, pulling the panties down a little more so that he can rub at Brendon's hole with his fingers. 

"Oh fuck," Brendon breathes. This is the most intimate thing he's ever done. This is such a private part of him, and now Spencer's touching him _there_. It's amazing, and weird, and so fucking hot he can't make words. His dick has caught on the elastic of his panties, trapping him, and it's an odd sensation, but one he only wants more of. 

"Wow," Spencer manages. "Holy fuck, Brendon." He rubs his finger a little faster, and it's kind of dry, but it just feels so fucking good. Brendon shifts, trying to get more of it, and then Spencer's fingertip slides inside of him, and Brendon tips his head back and whines. 

"Please, please, please," Brendon cries out. Spencer slides his finger in and out of Brendon's ass, and it feels _incredible_ , and suddenly all of those sex toys that Brendon's seen in porn clips and pictures make all the more sense. He really, really wants to recreate the way this feels as much and as often as he can. He wants _more_. 

"Turn over," Spencer says, and Brendon rolls awkwardly onto his front, Spencer urging him up onto his hands and knees. Brendon's panties are trapped around his hips. "Tell me if this is weird and you want me to stop, okay?" Spencer says; then he's shifting closer and touching his tongue to Brendon's ass. 

Brendon's eyes roll back in his head. "Holy shit," he manages, dropping down onto his elbows. He just—he can't. There is nothing in his vocabulary or his experience to properly explain how this feels. It's filthy. It's wet and totally fucking intimate and the most private thing he's ever shared with anyone in his whole entire life. Spencer is licking Brendon's ass, and cupping Brendon's balls in his other hand, rubbing his dick through his panties, and Brendon is not going to last until Spencer fucks him. He's fucking dying. He can feel the wet patch on the front of his panties where he's leaked pre-come. He wants to come. 

Then Spencer slides the tip of his finger inside of Brendon's ass, and Brendon whines, pushing back. "You're going to make me come," he manages. "Need you to fuck me."

"Condom," Spencer says, his tongue gone from Brendon's ass, and Brendon wants his tongue back; he really, really wants Spencer's tongue back where it was. 

"There, somewhere," Brendon says, waving a hand behind him. He'd dropped the condoms on the bed. He can't bring himself to turn around and search himself. "Fuck, you're going to fuck me."

"I know," Spencer says breathlessly. Brendon wonders whether Spencer's having the same _we're having sex_ thoughts that Brendon is. It's like he can't think about anything else. At all. Spencer's hand is still cupping Brendon's dick through his panties, and Brendon wants so much. "Pinch me and tell me this is happening."

"It's happening," Brendon says. His voice is hoarse. "Please, hurry up."

"I've never put one of these on before," Spencer tells him. "Hold on a second."

"I don't care," Brendon says. "Hurry up."

"Fuck, wrong way, hang on." Spencer shifts behind him. "That's it. I was trying to do it backwards."

"Fuck me," Brendon begs. He can't. He just can't. 

"Lube is really fucking slippery," Spencer says after a second. 

Brendon can hear Spencer's hand move on his dick, and there's a slippery finger against his hole, touching him over and over. It's a minute before he feels the slightly odd sensation of latex against his ass, and then Spencer's hand is on his hip and he's telling Brendon to breathe as he pushes in. It's tight, and more uncomfortable than _comfortable_ , but Brendon doesn't care. Spencer's dick is in his ass, and he's having sex, and this is what it feels like. This is what it's like to not be a virgin anymore. He wonders if he has to wait until they both come for it to count. 

Spencer moves, rocking his hips up just a little, and Brendon forgets that any of those things matter at all. It's still kind of uncomfortable, and it hurts, but over the top of that, and better than that, is how it feels to be fucked. It's _incredible_. It's like the best build-up to an orgasm he's ever had. He has to buy some fucking sex toys. He wants to be fucked forever. He wonders what it feels like to do the fucking; Spencer's dick is bigger than his, and he wonders if it'll make a difference to Spencer, being fucked by Brendon with his smaller dick. And then Spencer starts to move in earnest, and Brendon stops fucking thinking. 

He just—he thinks he's seeing stars, and he hasn't even come yet. He grabs the bedstead to try and catch his balance, but Spencer just tightens his hold on Brendon's hips. 

"You're so pretty," Spencer says, and his voice sounds different, strained and tight. 

_I did that_ , Brendon thinks. _That's me_. 

"So pretty," Spencer goes on. "Your panties—"

Brendon wants to wear panties forever. _Forever_. He's flushed and desperate and so hard it's starting to hurt. He needs to jerk himself off but he doesn't think he can keep his balance and manage that at the same time. _This is what sex is like. I'm having sex_ , he thinks. "I'm close," he says, because he feels like he's right on the edge of something amazing. "I'm going to come."

Spencer's still fucking into him, hands on Brendon's hips, and all Brendon can think is, _I'm being fucked_. His panties are caught up and bunched around his thighs, and they're probably too stretched for him to wear again, but he doesn't care. He wants to jerk off so bad it hurts, he wants to touch himself and come. He shoves his hand down and fists his cock, crying out as he finally, finally gets to touch himself. He's so hard, and Spencer's fucking into him, and he's barely aware of how weird it feels to have something as big as Spencer's dick in his ass. The only thing he can concentrate on is the orgasm curling in his stomach, the shivers of arousal that are darting and dancing across his skin. He's going to come. 

"Fuck, Brendon," Spencer manages, and he sounds wrecked as he fucks Brendon's ass. "You have no idea what you look like."

Brendon has an idea. He's on his hands and knees in his parents' guest bedroom, being fucked by his best friend, lip gloss smeared across his mouth and his pretty, pretty underwear rucked and stretched. "Tell me," he gasps, and he sounds wrecked too, desperate and on fire. 

"So pretty," Spencer tells him, gripping Brendon's hips so hard that Brendon thinks there might even be bruises. "So fucking hot. Just want to come all over you."

It's the dirtiest thing anyone's ever said to him. "Yeah?" he gasps out, fucking his fist. He's so close. He's _so close_. 

"Want to come on your face, too," Spencer says. "And on your panties."

"Yeah," Brendon says. "Want you to." His hips stutter, and his skin feels like it's burning. He starts to come with a cut-off cry, and then he's coming all over the sheets and his hand and it feels like it's never going to be enough. It feels like the end and the beginning all wrapped up in one. 

He thinks it's possible he just saw stars. 

"Let me come on your face," Spencer begs. Brendon can't even think straight. 

"Yeah," he manages. "Please."

Spencer slides out of him, and Brendon whimpers, sliding down onto the sheets. Spencer tugs off the condom and kneels over Brendon, jacking his dick hard and fast. It doesn't take long before Spencer's coming over his fist and Brendon's panties; afterwards he wipes his come-slick fingers over Brendon's cheek and mouth. 

Brendon licks him clean. 

Spencer groans, low and deep, and drops down on the sheets next to him, pressing his mouth to Brendon's shoulder, over the strap of his camisole. "We had sex," he says after a while. 

"We did," Brendon agrees. He reaches over and strokes his fingers through Spencer's hair. "And it was awesome."

"It was," Spencer agrees. He holds his hand up for Brendon to high-five. "Here's to not being a virgin anymore."

Brendon giggles, unable to help himself, sliding his fingers into Spencer's. "Here's to not being virgins," he agrees, and then he rolls even closer and presses his mouth to Spencer's jaw. "Want to make out for a while?"

"Yeah," Spencer says. He pauses, pulling back, and Brendon frowns. 

"What's up?"

"Nothing," Spencer says. "Just—do you have another pair of panties?"

"You want me to change?" Brendon asks, a little confused. 

"No," Spencer says, flushing pink. "It's nothing. I just—I wanted to see what it felt like to wear them. That's all."

"Oh," Brendon says, for something to say while his brain shuts down at the mental image of Spencer in panties. 

"It doesn't matter," Spencer says quickly. 

"Wait here," Brendon says, rolling over and jumping up. His panties are all stretched out and wet with come, and sticky. He doesn't think about taking them off. Instead, he darts down the hallway to his room and roots around in the bottom of his closet for a minute. His ass feels—it doesn't hurt, but he can still feel Spencer there, the fullness, the ache—it feels amazing. 

He comes out with a pair of yellow cotton panties with a turquoise bow. He'd picked them up in a bargain bin at the weekend, but they'd been a bit big for him. He hadn't wanted to say anything, but he thought they might fit Spencer. 

"Here," he says, coming back into the guest room. He drops the tag on the nightstand and crawls back onto the bed to press his mouth to Spencer's, easy and slow. "I got these for you."

Spencer groans into his kiss. "When?" he ask. 

"Last week. I think they were a part of a set, but they didn't have the bra in the bargain bin. Aren't they pretty?"

"The prettiest," Spencer says, a little hoarsely. 

"Good," Brendon says decisively, and then he shuffles kind of awkwardly down the bed until he's by Spencer's feet. "Feet."

Spencer obligingly lifts his feet, and Brendon fumbles the underwear on and up. 

"You do the rest," he says, and Spencer takes a hold of the cotton panties, the scalloped edge a pale turquoise against his skin, and pulls them up. His dick is a soft bulge in the front of the panties, and Brendon can't help it. He rests his cheek against Spencer's stomach and strokes his fingertips over Spencer's dick through his panties. "Pretty," he says. 

"Yeah," Spencer manages. The yellow suits him, sunshine pale against his skin. "Come up here and kiss me."

"Lip gloss," Brendon says, reaching past Spencer to the nightstand. This one is a pearly pink, and he paints Spencer's lips slowly, Spencer's tongue darting out to catch the tip of Brendon's finger. 

Brendon whimpers. 

"Do me," he says, and Spencer takes the lip gloss from him with a shaking hand. 

"Come here," Spencer says, beckoning him closer, and Brendon leans in so that Spencer can apply the lip gloss, slow and messy. He puts the cap back on the lip gloss and then slides his hands into Brendon's hair. "Make out with me," he says. 

Brendon makes a soft sound of acquiescence and leans in, licking Spencer's lips before kissing him. Spencer kisses him back just as slowly, just as softly. Their lip gloss is smearing. When Brendon shifts so that his knee is between Spencer's legs, he can feel the soft cotton of Spencer's panties rubbing against his thigh. 

"You feel so good," he says, in between kisses. 

Spencer smiles against his mouth. They swap kisses slowly, sleepily, and Brendon touches him as much as he can, down his arms, over his shoulders, in the small of his back. He maps Spencer's skin slowly and carefully, committing every touch to memory. It's so unlike everything that's come before, every nervous, desperate encounter shifting into something slower and gentler. 

"This isn't just trying stuff out so you can go kiss girls, is it?" Brendon asks after a while. He's wanted to ask for a while now, but the moment hasn't presented itself. 

"No," Spencer says. "And this isn't you just doing me a favor and helping me out, is it?" He sounds almost defensive, and Brendon wonders how much Spencer believes that yet. 

"No," Brendon says. He curls his fingers into the sheets. "I'm not just wearing panties because it gets you off, Spence." He's known that since day one. There's something more to this, something intrinsic. Something that's a part of him. 

"I know," Spencer says. 

"You do?"

"Yeah," Spencer says. His arm is around Brendon's shoulders, and Brendon's cheek is pillowed on Spencer's chest. He keeps touching the hairs leading down to Spencer's yellow panties. "Do you want to wear them all of the time?"

Brendon thinks about the past few days, and the way he's thought about panties every single day since he and Spencer first started this. About how he feels in them, more relaxed, and just— _right_. "Most of the time, I think," he says. "I really like how they make me feel." They're so soft. 

"That's good," Spencer says. He keeps stroking Brendon's shoulder with his thumb, rolling the strap of Brendon's camisole over and over. 

"You don't think I'm weird?" Brendon finds himself asking. 

"No," Spencer says. "I like you just the way you are."

"You're the only one then," Brendon says with a laugh, but Spencer's hand stills, and he rolls them over so that Brendon's underneath and Spencer's on top. 

"Don't say that," Spencer says fiercely. "You're perfect, just the way you are. Anyone who doesn't think that can fuck off."

"Spencer," Brendon says, pink-cheeked. 

"I mean it," Spencer says, flushing. "You're perfect."

"I'm really fucking gay," Brendon says. Outing himself is something he's going to have to do a lot of in the future, he thinks. 

"Yeah," Spencer says. "Me too."

Brendon swallows. "Really?" It wasn't like he didn't know that Spencer was in to what they'd been doing, but they hadn't said any of this before. 

"Really," Spencer says. He shifts so that he's resting on his elbow, his face close enough to Brendon's that Brendon can see his freckles really clearly. "I want to date you."

"Oh," Brendon manages. 

"But only if you want to date me," Spencer says quickly. It's a take-back. Brendon doesn't want take-backs. 

"I want to date you," Brendon says. His hands are tight on Spencer's biceps. He really, really wants to date Spencer. He wants to be Spencer's boyfriend. 

"Okay," Spencer says. He's biting his lip but Brendon can see the way he's trying to keep from laughing out loud. 

"Does this mean you're my boyfriend now?" Brendon asks, before he can help himself. 

"I think so," Spencer says. "You don't mind that I don't want to wear panties all the time?"

"No," Brendon says. "You don't mind that I do?"

"No," Spencer says, He leans in and takes Brendon's bottom lip in between his teeth for a moment before kissing him. Brendon grins, and kisses him back. 

~*~

They raid the kitchen after a while, taking armfuls of chips and dips and snacks into the living room while the pizzas cook in the oven. Spencer, still dressed in the yellow panties but with a t-shirt over the top, takes over the couch while Brendon's putting a DVD in. 

"Hey," Brendon says, turning around to find Spencer sprawled over the whole of the couch. "Where am I supposed to sit?"

"On me," Spencer tells him, opening his legs. Brendon snorts, and crawls into the space Spencer's made for him on the couch, tilting his chin up for a kiss. He's still in his panties and the pretty camisole; he feels special and happy and excited. 

"Feed me, Seymour," Brendon says after a while, shifting so that he's more comfortable. 

"What did your last slave die of?" Spencer says lazily. 

"Shut up," Brendon says. "Have you ever thought about sex toys? Or me fucking you?"

Spencer makes a strangled, half-choked noise in the back of his throat. 

"Our sex life is going to be _amazing_ ," Brendon says, with a grin, and lets himself be kissed, Spencer's hands in his hair. 

"Yeah," Spencer agrees. "It really is."

[end.]


End file.
